David F. Bailey - 20 Feb 2026 Form 4 Insider Report for Nakamoto Inc. (NAKA)

Role: Chief Executive Officer, Director, 10%+ Owner
Signature: /s/ Kyle Simon, as attorney-in-fact
Issuer symbol: NAKA
Transactions as of: 20 Feb 2026
Net transactions value: $0
Form type: 4
Filing time: 24 Feb 2026, 20:40:19 UTC
Previous filing: 24 Sep 2025
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Bailey David F	Chief Executive Officer, Director, 10%+ Owner	300 10TH AVE SOUTH, NASHVILLE	/s/ Kyle Simon, as attorney-in-fact	24 Feb 2026	0001843661

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	NAKA	Common Stock	Award	$0	+108,200,628	+969%	$0.000000	119,361,200	20 Feb 2026	Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Reflects (i) 96,283,791 shares of Common Stock of the Issuer, par value $0.001 ("Common Stock"), received by the Reporting Person pursuant to that certain Agreement and Plan of Merger, dated February 16, 2026, by and among the Issuer, BTC Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of the Issuer, BTC Inc., a Delaware corporation, and the stockholder representative party thereto, and (ii) 11,916,837 shares of Common Stock received by the Reporting Person pursuant to that certain Agreement and Plan of Merger, dated February 16, 2026, by and among the Issuer, UTXO GP Merger Sub, LLC, a Tennessee limited liability company and a wholly-owned subsidiary of the Issuer, UTXO Management GP, LLC, a Tennessee limited liability company, the Reporting Person, in his individual capacity, Tyler Evans, in his individual capacity, and the equityholder representative party thereto.

Content

Reflects (i) 96,283,791 shares of Common Stock of the Issuer, par value $0.001 ("Common Stock"), received by the Reporting Person pursuant to that certain Agreement and Plan of Merger, dated February 16, 2026, by and among the Issuer, BTC Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of the Issuer, BTC Inc., a Delaware corporation, and the stockholder representative party thereto, and (ii) 11,916,837 shares of Common Stock received by the Reporting Person pursuant to that certain Agreement and Plan of Merger, dated February 16, 2026, by and among the Issuer, UTXO GP Merger Sub, LLC, a Tennessee limited liability company and a wholly-owned subsidiary of the Issuer, UTXO Management GP, LLC, a Tennessee limited liability company, the Reporting Person, in his individual capacity, Tyler Evans, in his individual capacity, and the equityholder representative party thereto.